CTC MEDIA REPORTS INDUCEMENT GRANT UNDER NASDAQ MARKETPLACE RULE 4350

12.11.2008
Moscow, Russia – November 12, 2008 – CTC Media, Inc. (NASDAQ: CTCM), Russia's leading independent media company, announced that, in accordance with NASDAQ Marketplace Rule 4350, Anton Kudryashov, CTC Media’s new chief executive officer, was granted an inducement option grant on November 7, 2008 to purchase up to 3,042,482 shares of CTC Media’s common stock. The option is in three tranches. The first tranche is an option to purchase 1,521,241 shares of common stock and will vest as to 507,081 shares on the first anniversary of Mr. Kudryashov’s August 4, 2008 start date and as to an additional 126,770 shares at the end of each of the immediately following eight quarters.

The second tranche is an option to purchase up to 760,621 shares of common stock.  That option is further divided into three equal sub-tranches where vesting is subject to CTC Media achieving certain revenue growth objectives in 2009, 2010 and 2011.  Upon achieving the revenue objective for any relevant year, the option shares for that sub-tranche will vest immediately as to one-third of the shares and in two equal installments over the next two years.  If the revenue objective for any one year is not achieved then the applicable option shares for that year shall not vest; provided, however, that, if on a cumulative basis over the relevant years a cumulative revenue objective is achieved, the option shares applicable to the earlier revenue objective will commence vesting fr om the year in which such cumulative revenue objective is achieved. 

The third tranche is an option for up to 760,620 shares of common stock.  That option will be further divided into three equal sub-tranches where vesting is subject to CTC Media achieving certain cost reduction and organizational objectives in 2009, 2010 and 2011.  Upon achieving those objectives for any year, or, with respect to the cost-reduction objective, on a cumulative basis in a later year, one-third of these option shares shall be deemed to have commenced vesting fr om January 1, 2009 in 12 equal quarterly installments. 

The exercise price for the option shares subject to time-based vesting is $22.07 per share and was set on the basis of the average of the official close price per share of the Company’s common stock (as reported by Nasdaq) measured over the 20 trading days before Mr. Kudryashov’s August 4, 2008 start date.  The exercise price for the option shares subject to performance-objective based vesting will be the official close price per share of the common stock on January 2, 2009, as reported by Nasdaq.  The option grant provides that the Company’s board of directors may lower the exercise prices applicable to the option without stockholder consent.  

Under the inducement grant, in the event that the Company is subject to a change of control wh ere neither MTG or Alfa or any of their respective affiliates is the party taking control of the Company, vesting automatically accelerates for those option shares subject to time-based vesting and for those options shares subject to performance objective-based vesting wh ere the relevant objective has been achieved as of the date of the change of control.

The option grant was approved by the board of directors and granted as an inducement material to Mr. Kudryashov’s employment with CTC Media in accordance with Nasdaq Marketplace Rule 4350(i)(1)(A).  

For further information on Mr. Kudyrashov’s option grant, please see the related Form 8-K filed by the Company with the SEC on or about today’s date. 

About CTC Media, Inc.
CTC Media is a leading independent media company in Russia. It owns and operates the CTC television network, whose signal is carried by more than 350 affiliate stations, including 21 owned-and-operated stations; the Domashny television network, whose signal is carried by over 250 affiliate stations, including 13 owned-and-operated stations; and the DTV television network, whose signal is carried by a number of affiliate stations, including 4 owned-and-operated stations. CTC Media owns two TV content production companies: COSTAFILM and SOHO MEDIA, and operates Channel 31 in Kazakhstan and TV companies in Uzbekistan and in Moldova. The company’s common stock is traded on The NASDAQ Global Select Market under the symbol: “CTCM”. For more information on CTC Media, please visit: www.ctcmedia.ru.

# # #

Contacts:
CTC Media, Inc.
Angelika Larionova (media)
Ekaterina Ostrova, Ekaterina Tsukanova (investors)
+7 495 785 6333

Brainerd Communicators, Inc.
Jenna Focarino (media)
Michael Smargiassi (investors)
+1 212 986 6667